The Rogue Clown
by Jpbake
Summary: When LEx Luthor invents a machine that steals Rouges power's and puts them in the Joker. The X-Men have no choice but to team up with the Justice league before the Joker destroys them all. But can they get along long enough to stop the Joker
1. Chapter 1

**Hey guys Jpbake here. Just to let you guys who are expecting a sequel for my Crash Bandicoot Fanfic. That will happen just not yet. I am going to try to get that worked on within the next month. Till then I am working on this crossover that I have been planning with some of my favorite super hero's ever. Please tell me what you think of it. **

Justice League and the X- Men: The Rogue Clown.

A mysterious woman was walking in the rain one stormy night. Her umbrella was offering little protection from the hard rain that was beating down against her. Suddenly a guy walked up to her.

"Hey lady, give me your umbrella." He demanded. Suddenly the women's face turned into a hideous monster as she roared and scared the man off. She then continued walking until she reached this dark and abounded building. She entered and saw a table and saw two men at the table with nothing but a table lamp providing light. Suddenly the lady morphed back into her normal form, Mystique.

Sit down Mystique; we got a lot to disgust. The first guy, a big bald man said.

"Nice to see you outside prison Lex Luthor. I heard you got something. Something powerful that not even the X-man can stop.

"Yes of course." Lex said smiling.

"What I want to know is why the sudden interest in the X-man. Shouldn't you be out fighting that freak with the S on his chest Superman? Mystique said

"Well you see my dear." The second man, a psychotic clown with a big smile and green hair said. All things come in good time. But before we can get to the main prize the Justice Geeks. We first need you to contact one of the members of the X- Boys."

"And who do you have in mind Joker?"

"I was thinking that little girl of yours Rogue."

"Why Rogue what do you plan to do with her?" Mystique asked nervously

"You see Mystique." Lex said. "She is one of the most powerful members of the X-Team. She has the ability to absorb people's memories and physical strength and in Mutants case Powers with skin to skin contact. If we can drain her powers from her we can take out the X-Men and then the Justice League. All we need you to do is to shift into Professor Xavier and lead her alone into this building where we will set a trap for her.

"Promise me you won't do any harm to her. She is my adopted daughter by the way. I took her in when she had no place to go."

"Oh I promise you she will not be harmed." Lex said. "See I have invented this ray gun that will drain the power from her quickly and painlessly. Once the power is drained into this tube at the top. I will eject the power into the Joker. Rogue will be powerless but unharmed. And she will be yours to take back again. What do you say Mystique?"

Mystique thought about it for a moment then said. "Deal"

"Let's get started." Lex grinned.

Rogue Woke up late the next morning. She had been out the night before on a dinner date with Gambit. She liked Gambit a lot but could never do much with the relationship in fear of accidently putting him in a comatose state. She walked into the main hall of Westchester Mansion, A place that Professor Xavier had created for him were she saw Wolverine Playing Poker with Gambit. And by the look on Wolverines face Gambit was winning.

"Rogue it's about time you got your butt out of bed it's almost noon" Gambit said.

"Well excuse me for being tired." Rouge said. "Where's the Professor?"

"Said something about going to see Magneto in Prison. Said it was there weekly chess match." Gambit said. With that Rogue left to go to the Danger room. Gambit then turned around and saw Wolverine trying to take a peek at Gambits cards

"You know in the wild west days if you got caught trying to cheat at cards you would get shot." Gambit frowned.

"Just try Cajun Boy you do remember I got healing powers." Wolverine said.

Rogue was just about to step foot in the Danger room when she got a call. When she answered the phone she was surprised to hear Xavier's voice on the other end.

"Professor I thought you were at your Chess match with Magneto?"

"I was but something came up. Rogue quickly I need you to meet me in the abandoned hotel on Main Street fast there isn't much time."

"I shall get the rest of the team and head there right away."

"No Rogue. This is something I need you to do alone. None of the other X-Men must know about it."

"How come?"

"I will tell you about it when you get here now hurry there isn't much time."

"On my way" Then Rogue hanged up the phone. On the other end Xavier then morphed back into Mystique. Mystique had only pretended to be Xavier to lure her into the oncoming trap.

"She is on her way." Mystique told Joker and Lex who were both laughing.

While Rogue was running to the door she accidently ran into Cyclops who was passing by.

"Whoa where are you going in such a hurry?" Cyclops asked.

"Sorry Cyclops." Rogue said nervously." I'm just off to see a childhood friend I haven't seen for a long time,

Don't worry about me I'll see you later." Then she rushed out the door.

"Um ok." Cyclops said. He then went to were Wolverine and Gambit was playing poker.

"Has Rogue seemed to act a little odd to you?"

"I'll say, she didn't join the poker game." Wolverine said.

"Speaking of which" Gambit said as he laid down his cards. "Inside straight, I win. That's 3 wins for me and none for you."

With that wolverine got up and tipped the table over. "Oh screw this game I'm not a card player anyhow."

"You got anger issues." Gambit said

"Piss off." Wolverine said as he walked out the room and gave Gambit the middle claw. Gambit just laughed as he picked the cards off the floor.

Meanwhile at the Justice Leagues headquarters Batman was going over some police videos as Superman walked up to him.

"Someone broke both the Joker and Lex out of prison the other night in the most mysterious way. Take a look at this." Batman said showing Superman the surveillance video from the prisons. It showed a cop walking up to the prison before morphine into a blue woman and beating up the cops and taking the keys and unlocking the door and freeing the Joker. The same thing happened with Lex.

"Great so we got ourselves one of those Avatars breaking the bad guys out now. Who is that Chick anyway?" Superman said. "And what does she want with Joker and Lex?"

"I don't know Clark. But I'm going to find out. I've checked every police report and Criminal Profile in both Gotham City and Metropolis. Whoever this girl is, she's not from here."

Meanwhile back in New York. Rogue reached the abandoned hotel and walked inside where she saw Xavier waiting for her.

"Professor what's wrong?" Rogue asked.

"Oh nothing much just getting prepared for your doom." Then Xavier revealed himself as Mystique.

"Mystique!" Rogue said with rage. "Why did you trick me here? What are you up to?" Suddenly the door slammed behind her and a bald man in a suit came out of the shadows on a tall ledge above her.

"Hello Rogue so glad to meet you in person." He said

"Who are you shiny? What do you want with me?"

My name is Lex Luthor. I have been watching you Rogue. I have been watching all of you X-men. You see what you don't know is I put in a little surveillance camera in your mansion. I have been watching you and all the X-men."

How did you get a surveillance camera in there? That place is locked tight at night and we would have seen you during the day."

"Oh it's not that hard not when you got little tiny ant robot computers. All they have to do is sneak into the cracks and plant itself in a vent where no one sees then I can see anything I want." Then he looked at her with a wicked grin. "And I mean anything I want."

"Oh you are a sick man!" Rogue growled.

"And as to answer your question as to what I want. I want your powers."

"Well guess what baldy, I'm still using them! In fact I'm going to use them on your big ugly face!" Then she flew toward Lex ready to knock the snot out of him.

"I don't think so little lady." Lex said as he took out his ray and zapped it toward Rogue. The blast hit Rogue head on as she screamed as a shock wave went through her then her powers was being drained form her. She soon fell to the ground and passed out.

When she woke up she found herself chained to a wall. She tried to break free but then noticed she no longer had her powers.

"What's going on here? What'd you do to me!" She screamed.

"I drained your power from you my dear. Like I said I would." Lex said

"You monster!" Rogue screamed. "You have no idea what you are dealing with.

"Your right my dear. That is why I won't be using them." That is when a man with white skin and green hair and a big smile walked out of the shadows. "He is."

"Who in the flying circus are you!?" Rogue screamed

Joker just bowed. "The names Joker my lady. Nice to meet you. Hey by the time this is all over can I have your number. I know this nice Chinese restaurant down the street and I thought we could go paint the town with a great big smile." He took his fingers while he was saying that and rubbed them threw Rogue's mouth forming a smile then kissed her on the lips. Rogue just spat on him

"When I get unchained I'm going to knock that smile of yours upside down. "

"Oh come now that's no way to talk to the new owner of your powers." Joker smiled

"What?" Rogue said confused. That's when Lex took out the gun and pointed it at Joker. Mystique walked up to Rogue.

"Trust me Rogue this is for your own good. I'm freeing you from the X-Men you can join the brotherhood again."

"This is murder Mystique. The Joker is going to kill my friends. He doesn't know the powers he's dealing with."

That's when Lex blasted Joker and Joker absorbed Rogue's Power. Rogue watched in horror as Joker started floating in the air and getting stronger. His sadistic laugh sent chills down h spine. Then he walked over to Rogue and smiled.

"Thank you for the powers my lady. I'll make sure to use them well. But first. How about a nice permanent nap. You look tired.

"NO!" Rogue screamed in fear. Her eyes wide with horror.

"What!?" Mystique said. "You said you wouldn't harm her!" That's when Joker touched Mystique knocking her out.

"I lied!" Joker said. Then Joker walked toward Rogue. Rogue screamed as she tried to break loose of those chains but it was no good. Joker then grabbed her head with both hands. Rogue screamed as he felt her memory and strength being faded. Joker held on for a whole minute laughing knowing the longer you held on the more damage was done. Joker finally let go and Rogue's head dropped.

"Is she dead?" Joker asked.

"No just in a comatose state. However there's a nearly sure thing that she will never recover and stay in Coma forever." Lex said

"Works for me!" Joker said. "Now with this new power's I can not only defeat those X-Men but the Justice League to then the whole damn world!"

"What shall we do with Rogue in the mean time?" Lex said.

"I have an idea." Joker said.

The X-Man was chilling at their mansion when they heard the doorbell ring.

"That better be the darn Pizza delivery guy." Wolverine said as him and Cyclops walked to the door.

"Who is it?" Cyclops asked.

"Special delivery for the X-Geeks." The voice on the other end said.

"Cyclops just shrugged and opened the door to see to their horror Rogues comatose body lying on the ground.

"Rogue!" Cyclops said. The looked up to see a jet above them. The jet then fired a missile at them.

"Get down!" Wolverine said. The missile hit the mansion head on causing the whole front of the mansion to get engulfed in flames.

"Storm!" Wolverine coughed. Storm came and called the rain to put the fire out and soon the flames were out. But they heard a sadistic laugh as the plane flew away

"Thanks Storm!" Wolverine said. They then ran to were Cyclops was, he was holding Rouge in his arms.

"What happened?" Cyclops yelled and turn to Wolverine. "Can you heal her?"

"I can try!" Wolverine said then put his bare hand on her head. But to his shock nothing happened she remained the same.

"It can't be!" Wolverine said.

"What is it?" Cyclops said.

"Her powers are gone."

"Which means?"

"Rogue may be like this forever."


	2. Chapter 2

Batman walked to the meeting Room in the Justice League headquarters to see Superman, Flash, Green lantern, Marsian Manhunter, Green Arrow, and Black Canary waiting for him.

"Nice of you to finally join us Bruce." Superman said. "We have been discussing the recent jail break of Lex and Joker."

"About that." Batman said taking out some police files and photos. "I think I have finally figured out who is mystery women is." He showed them a police shot and files of their mystery women.

"Her name is Mystique. She is a shape shifter and can form into any human of thing she pleases. She is also one of the common arch enemies of a group called the X-men."

"I think I have heard of this group." Wonder Women said. "They are a group with mutated powers who work for some guy called Professor Charles Xavier. They are quite impressive."

"And quite feared I should say." Arrow said. "Hence why there have been anti Mutant riots in the streets of New York Lately."

"My question is. Why did she free Joker and Lex out of prison? And what does she want from them." Flash asked

"I'm not quite sure yet." Batman said. "But if it has anything to do with the X-Men then they might have to be warned."

Meanwhile, Mystique woke up from her attack to see the Joker standing above her.

"Hello dear. Had a nice nap?"

"You used me Joker. You and Lex are both dead."

"Actually my dear with my newly developed powers I could kill you in a heartbeat." Joker laughed. "And unless you want Lex to drain your powers and be like Rogue you will do exactly as I say." He said pointing the ray gun at her.

Mystique was scared. She Knew the Joker would do it and not wanting to die she said "What do you want."

"You are going to go with me to Gotham city. And you and I are going to throw a little surprise party for the bat and his little friends." Then he started laughing sadistically.

Back with the X-Men Xavier just arrived back at the mansion to see that it had been severely damaged by an explosion.

"What happened!?" Xavier said in shock.

"Oh professor." Jubilee ran up to him in tears. "Something terrible has happened. Rogue has been attacked. Her powers have been drained and she is barely clinging on to life. Then whoever attacked her shot a missile hear trying to kill us."

"Calm down Jubilee." Xavier said. "Where's Rogue now?"

"In the emergency room. Beast is looking at her trying to see what happened to her."

Xavier went to the emergency room where he saw the rest of the X-Men in their standing over Rogue's body. Beast was running some analyses trying to figure out what happened.

"Any results yet Hank?" Xavier asked.

"Well this is really shocking but the results are indicating that Rogues own Powers were used against her putting her in a comatose state of mind." Beast said.

"How can that be?" Xavier said.

"Somebody drained her powers from her and injected it in themselves and then attacked Rogue afterword. The question is how did he do it?" Beast said

"And is he coming after the rest of us?" Wolverine growled.

"Rogue said she was going to meet an old friend." Cyclops said. "I guess that friend had a little grudge own her."

"Or maybe she was set up buy an enemy luring her into a trap. Maybe she just didn't want us to know something was wrong." Gambit thought.

"All I want to know is who did this, so I can rip their eyes right out of their head." Wolverine growled extracting his claws.

"Don't worry Rouge." Scarlett Witch said bending down to the bed they placed Rogue on. "We will find who did this to you and we will make sure they are punished.

Meanwhile back at Gotham City Mystique walked into the police office disguised as a normal woman. She walked into Commissioner Gordon's office and right to his desk.

"Can I help you with something mam?" Gordon said.

"Yes Commissioner." Mystique said with an evil grin as she formed back into her normal self. "You can."

"What the hell?" Gordon said in shock when he saw Mystique transform right in front of his eyes. Suddenly Joker came crashing through the window a force that blew Gordon off his feet. Gordon stared in horror when he saw Joker floating in the air right above him.

"Hello Jimmie boy." Joker laughed "How do you like my new powers. They sure are pretty cool if you ask me. You want a free demonstration of them? It's my treat." That's when Mystique grabbed Gordon by the arms ad pulled his arms behind his back. Then Joker took off his glove and touched Gordon's face with his bare hand draining Gordon's strength and energy from him as Gordon screamed in pain. Gordon fell to the floor in Coma as Joker told Mystique

"Morph yourself as Gordon and turn on the Bat signal. Once we take out Batman's little friends we will throw a big surprise party for the Bat. Oh I can't wait to blow the socks off of him" He laughed.

Mystique morphed into Gordon and went to the Bat Signal and flipped it on. Back at Wayne Manor, Batgirl and Robin noticed it.

"Think we should take this one since Batman is with the Justice league." Robin asked.

"Somebody's got to." Batgirl said. Then they drove over to Gotham tower where they saw Commissioner Gordon waiting for him.

"Yes Commissioner what's the problem?" Robin asked. That's when they saw Gordon morph back into Mystique much to Robin and Batgirls surprise

"Nothing much, just a surprise." Mystique said.

"Who are you? Where's the commissioner?" Batgirl yelled

"Now, now, that's no way to ask a lady a question." Joker said flying up to the top of the building to a very surprised Robin and Batgirl and holding a police car above his head.

"Hey kids, Daddy's home from his business trip out of state?" Joker laughed. "And look I brought you back a present. Enjoy!" Then he threw the police car right at Batgirl and Robin. I hit them straight on and flew them back several feet. Joker flew after Batgirl as she was just getting up. Joker grabbed Batgirl and flew high in the sky with her.

"Put me down you freak." Batgirl demanded.

"As you wish" Then Joker dropped Batgirl and sent her falling. Robin ran and leaped in the air grabbing Batgirl and grappled back onto the tower. Joker landed right behind them touching them both skin to skin knocking them unconscious.

"Now to surprise the big man himself." Joker said. "Mystique you know what to do.

"Yes Joker." She said. Then she morphed into Batgirl and grabbed her communicator from her utility belt and called Batman.

"Batman" She said "I found Joker. Come to the Gotham tower immediately. It's desperate."

"On my way." Batman said then he turned to other rest of the Justice league. "I've got to go. Keep me updated about this Mystique women." Then with that he left for Gotham. When he arrived to his astonishment he saw Batgirl and Robin lying on the ground lifeless.

"Batgirl! Robin!" He yelled then even more to his surprise he saw someone who looked like Batgirl walking out of the shadows.

"Surprised Batman!" She said as she morphed back into Mystique.

"You!" Batman said as he got into attacking position. "What have you done to them? Where's Joker?"

"Right here!" He said flying up to him.

"What the?" He said in surprised.

"That's right Batman I can fly now. And I didn't need any Tinkerbelle Pixie dust to do it either."

"I don't know how you got these powers. But that's not going to stop me from bringing you to justice."

"I wouldn't count on it Bat's!" Joker said. "You see not only can I fly now." He said as he flew to the Bat signal and ripped it from the ground and lifted it over his head. "But I also have super strength." Then he threw it, hitting Batman and sent him crashing through the roof to the bottom floor of the tower.

Batman forced himself to get up then he asked. "What happened Joker? How did you get those powers?"

"You're the detective." Joker said hovering over him. "You find out yourself. And as for your friends. I have a little skin to skin contact power that will drain their strength and energy from them when touched. Oh that reminds me I got a date with Louis Lane in Metropolis. Please tell the big man in the red cape hello for me. We will meet again Batman." Then with that he flew off to Metropolis.

"Lane! No!" He said. Then he got up called Superman. "Clark It's me. I got ambushed. That was Mystique disguised as Batgirl that called me. Joker has some new powers that gives him super strength, the capability to fly and drain people's physical strength just through skin content. He's going to attack Louis Lane next. You've got to stop him."

"I'm on it Bruce." Superman said. "Are you hurt?"

"I'll be fine." Batman said. "I'll meet you there. Go now." And with that Superman left for Metropolis. Batman grabbed Batgirl and Robin and put them in the Batmobile and drove to the Batcave where Alfred met him there.

"Watch over them till I get back."

"What happened to them Master Bruce?" Alfred said.

"The Joker has developed some power that can take away peoples energy for who knows how long. I need you to watch over them. I'll meet you back later."

"Be careful Master Bruce, if what you said is true the Joker is more dangerous than ever before."

"I know." Batman said "I will" Then he drove off but while he was driving he couldn't help but think.

"I still think this has to be connected to the X-men somehow. No way could that power come naturally. He had to get them from another source." Then he turned to his computer in the Batmobile.

"Computer hack into the X-Man's headquarters' I got to contact them about this incident. If My hunch is right we can all be in trouble."

"Hacking system underway." The computer said.

"Meanwhile Back at Xavier's School for the gifted. Jean Gray and Cyclops were on the main computer trying to figure out who stole Rogue's power's when the screen went blank then Batman appeared.

"Listen carefully, this is very important."

"Who are you?" Jean said asked. "How did you hack into are computer?"

"I will explain all that later but right now I need some information from you. My archenemy The Joker has recently developed some powers that he has never possessed before. Powers including Super Strength, The capability to fly and the ability to drain people's physical strength and energy. I can't help but believe this is connected to you guys somehow."

"Those are Rouges Powers. She recently had them drained from her in an ambush." Jean said in shock.

"He is using them to cause havoc" Batman said. "He took out two of my sidekicks and are about to take out more friends of mine. I need to know how to stop him."

"You need to drain his powers from him. He is too powerful with those powers."

"How do I do that?"

"We don't know. We don't know how he drained them in the first place." Jean said

That's when Batmen remember about Luthor. He was broken out by Mystique to. He had to of made a machine that drains Mutant power. He called Flash.

"Flash goes to Metropolis and Find Luthor. I believe he is involved in this somehow."

"I'm on it." Flash said and he ran as fast as he could to find Luthor.

Meanwhile at the Daily Planet Louis Lane was working on story when Jimmie Olsen walked up to him.

"Have you seen Clark anywhere today?"

"No I haven't seen him today at all. I think he may of called in sick or something."

Suddenly there was a loud crash as Joker came crashing through the window.

"Hello people I am todays front page story."

"Joker?" Louis said in surprised.

"New and improved." He laughed as he pushed aside other employees and grabbed Louis by the sleeves not yet touching her skin.

"Let her go Joker." Superman said as he flew to the floor they were on.

"Sorry Superman not this time." Then he touched Louis's Skin and drained her energy and strength and she fell on the floor unconscious.

"NO!" Superman yelled and flew to Joker but Joker was prepared. Joker punched Superman hitting the ground hard.

"Hey Superman." Joker grinned. "I got a surprise for you." Then he took out a piece of Kryptonite and threw it at Superman making him helpless. As Superman was growing weak from the Kryptonite Joker flew off laughing at the evil he had done.


	3. Chapter 3

Superman was still powerless against the Kryptonite when Flash ran up to him. He saw the Kryptonite and quickly disposed of it throwing it into the ocean. Then he helped Superman back to his feet.

"Thanks Flash." Superman said.

"Anytime buddy. Where's Louis?"

Superman hung his head. Joker got to her. "I couldn't stop him in time. She's in critical condition."

Batman suddenly drove up to them. "Flash did you find Lex?"

"No Batman. I searched the whole city for him but found nothing. Wherever he is he is not i Metropolis." Suddenly a figure started messing with Batman's head. He saw an image of the women he contacted earlier at the X-man institute.

"Hello Batman" the Women said. "Yes, I have figured out your name. I need to contact you about the Joker."

"What do you need to know? How did you telepath inside my head?"

"I am using a devise known as Cerebro. It helps me get inside peoples head."

"You ok Batman?" Flashed asked. "Who are you talking to?"

"We need all the information own the Joker you know." The women said. "If he does have Rogues powers then we need to find a way to get them back. Meet me at Xavier's Institution in New York. We will talk more when you are there." Then she cut off Cerebro.

"Did he get the message Jean?" Xavier asked as she took the Cerebro helmet off.

"Yes he did. And if he is wise. He will be on his way." Jean said

"What happened Batman?" Superman asked after the image of Jean Gray faded and Batman was back in control of his mind.

"Get the Justice League and all the information we have on the Joker including all videos and files ready. We are going to New York to meet up with the X-men."

"But what if the Joker comes back?" Flash asked.

"Tell the Teen Titans to watch over the place till we get back. This is very important. The Joker's powers came from one of their league members. We need to help them figure out how he got them. We are their biggest hope."

"If you say so." Flash said. Then they got all got onto a privet jet that Batman built for them and headed to New York

"So you are saying that this chick used some sort of telepathic devise to get inside your head and contact you?" Green Arrow asked.

"That's right. They all have special powers which they had since berth. Hers happened to be the power of Telepathy.  
"Well let's hope none of their powers contain see-threw vision otherwise your screwed Dinah." Arrow said turning to Black Canary. Black Canary just slapped him for that comment.

"The only thing I hope for is that we find out how to get rid of the Joker's powers. As long as he has them we are all in grave danger." Wonder Women said.

"We will Diana." Batman said as he was flying the plane. "Trust me."

Back at Xavier's Institution Wolverine walked up to Jean Gray.

"You sure we can trust this Batman fellow?" He asked.

"I don't know Wolverine but right now he is the best hope we have of restoring Rogues powers so we have known choice."

"Jean." Angel said walking up to her. "A plane just landed in the front yard."

"Has to be him." Jean said. Then Jean, Wolverine and the rest of the X-man went to meet whoever was in the plane. Sure enough Batman walked out of it with the rest of the Justice League.

"Batman so glad you are here." Xavier said going up to him.

"Just trying to help out." Batman said. "Even brought my own team with me, The Justice League."

"Thought you guys could use some help." Superman said.

"You must be the X-man" Wonder Woman said.

"We know who we are." Wolverine growled with his arms crossed.

"Sorry for Wolverine he has a hard time trusting others." Angel said

"And who are you supposed to be?" Arrow said walking up to him.

"I'm Angel." He said

"Angel huh?" Arrow said. "How's God doing up there in heaven these days?"

"Very funny." Angel said.

"Come on we got a lot to discuss." Xavier said as he led them into the building. He led them to the Infirmary where Rogue was in a bed hooked up to life support.

"This is Rogue." Xavier said with a sad face. "Yesterday she had her powers drained by the Joker and used against her. Now only life support is keeping her alive. We need your help tracking the Joker, you know him better than anybody.

"We'll find him Xavier." Batman said. Batman went to the nearest computer and put in the disk with the police surveillance in.

"The Joker is not the only person involved though" Batman said. "The other night a woman broke him out of Arkham Asylum. I'm pretty sure you will know who she is." He paused the video when the women morphed into her normal form.

"That's Mystique." Quicksilver said.

"She not only broke Joker out of Prison but also somebody called Lex Luthor" He is very dangerous and is known for making the most dangerous of machines. He had to be the one who made the machine that took Rogues powers. If we can find him we might be able to save Rogue

"Man no wonder Rogue was acting so strange yesterday." Cyclops said. "Mystique must have disguised herself as someone she knew and lured her into a trap."

"What I want to know is why the sudden team up?" Gambit said. "We have never had trouble with these freaks before. Why did Mystique free them from prison?"

"I'm not sure." Batman said but if we can find Lex then I'm sure we can find out."

"So where is this Lex bozo anyway?" Jubilee said.

"I'm not quite sure but I believe that he could still be somewhere here in the New York area."

"Why's that?" Scarlett witch said.

"Because he wasn't in his home city of Metropolis. This means we need to split up and search the whole city. If he is here we need to find him.

"Wolverine doesn't go and take orders from people he don't know or trust." Wolverine said

"You got any better ideas?" Batman asked turning around to him.

"Wolverine that's enough." Jean Gray said.

"NO!" Wolverine said pushing him aside then he walked up to Batman. "I don't know who you are nor do I trust you. For all I know you could be this Lex Luthor guy. Why don't you take of that mask and prove yourself. Because I don't trust outsiders not one bit." He said extending his claws.

"Batman took off his mask and glared at Wolverine and said. "If I was Lex Luthor, I would have drained your powers and killed you by now."

Wolverine lowered his claws "Fine, but I'm still watching you. And if you step out of line or are I have the slightest feeling that you are going to betray us. And you will be missing a couple of limbs before you even know what happened." Then he walked away.

"What is with that guy?" Lantern asked.

"Don't worry about Wolverine." Cyclops said. "This whole Rogue incident has just got him so unnerved that he just doesn't trust anyone right now. He'll cool off. Trust me I've seen him in worst moods."

"How worse of a mood can he get?" Flash asked

"You don't want to know." Storm responded.

"Ok men get out there and search every street corner. I want Lex Luthor found." Xavier said. And with that the Justice League and X-Men were off to find Luthor. Xavier went up to Rogues body and stared down at her and put his hand on the top of her head.

"Don't worry Rogue. We will save you. I promise."

Meanwhile in an unknown building on the far side of town Mystique walked up to the Joker.

"I've done everything you have told me to, can I go now?" She asked.

"Not yet my dear I still have one more thing for you."

"What more do you want from me? You killed Rogue after you promised you wouldn't."

"Now, now my dear she's still alive." Joker said "She's just won't ever wake up. And I will let you go when I feel like it. But first I got something I want to show you." Then Joker forced Mystique into a cab he stole from a taxi driver and drove her to a place she knew all too well.

"Hey this is the brotherhood of evil mutants. Why did you bring me here?"

"Because my dear. Your leader Magneto wants you."

"Magneto's here? And our working for him?"

"Don't worry Mystique everything will all be explained in good time." Magneto said coming out from hiding and walking up to her. Lex was with him also

"I thought you were in prison Magneto? And why is Lex here?" Mystique said.

"Trust me I will explain everything over a Latte later but first there is work to be done." He led them inside the building and led them to the basement were there looked to be a machine she had never seen before.

"This Mystique is a special cloning machine that Luthor created that will clone the powers of any mutants that we happen to drain them from." Magneto said. "Once we drain the mutant's powers we will make as many cloned copies as we fill fit and release the cloned powers onto a normal person turning them into mutants. Soon the whole world population will be mutants and we will have finally won the war against humans and mutants."

"But what will happen to the mutants whose powers you drained? Won't they just be normal humans then?"

"They'll get there power back." Lex said. "Just as soon as we are done spreading there powers to humans. Here I'll give you a demonstration." Then he took out the Ray gun and pointed it at Mystique.

"What are you doing?" Mystique asked but as soon as she asked that her powers were drained from her.

"My powers!" Mystique said. "You bitch you drained my powers." She yelled.

"Don't worry dear you'll get them back just watch and I'll show you." Then he took the tube that her powers were drained into and he put it into a small door on the machine. Once the door closed he pushed a lever and before they knew it there was a bright flash n there was suddenly ten tubes all of them cloned copies of Mystique's powers. Lex took one of them put it into the Gun and zapped himself with it and to Mystiques astonishment Lex then obtained her shape shifting powers.

"You see Mystique this is what the plan is. And soon mutants will no longer have to worry about being hated and feared upon. Because mutants will be the only race in existence." Lex said. Then he took another tube and gave Mystiques her powers back. Then he handed her seven out of the remaining eight tubes and handed her the gun.

"We need you to start spreading the powers to the city. The era of the Mutants begins now.

"But what about the X-Man and the Justice League?" Mystique asked.

"Don't worry my lady." Joker laughed I will take care of them personally. Then with that Mystique was off to spread the powers onto the city.


	4. Chapter 4

The teams were split up when searching for Lex. Batman, Wolverine, Cyclops and Superman were searching the main part of the city while the rest were searching more urban areas. Little did they know lurking in the shadows Lex was watching them. He morphed into a person neither team knew and walked noticed Graydon Creed. An Anti-Mutant activist who was the leader of the friends for humanity group. He walked up to him.

"Hey Creed you see those four guys over there." He said.

"What about them?" Creed asked.

"Those are mutants, all four of them." He then handed him two hundred dollar bills. "Kill them for me." Creed smiled

"With pleasure." Then he called on his team. "Team we have four mutants on the loose. Kill them all." Then members of the friends of humanity came running out of the buildings around them assault rifles in hand and opened fire on them.

"Get down" Batman said as they ducked as the gunshots went out. They then ducked behind a building nearby.

"Who are these people?" Superman asked.

"A group of freaks known as Friends of Humanity." Wolverine said extending his claws. "A strong Anti-Mutant group. I hate these guys."

Batman got on his Bat Communicator as the group was getting closer. Still firing their guns and chanting "No more Mutants! No more mutants!"

"Justice League this Is Batman. We are being attacked by Anti- Mutant groups. Bring the X-Men."

"Roger that" Flash said. Then he and Quicksilver ran as fast as they could to reach Batman. When they got there the Friends of Humanity turned around.

"More mutants!" One of them shouted.

"What I ain't no Mutant." Flash said. Quicksilver just glared at him.

"Not that there is anything wrong with them." Flash corrected. Then they ran and quickly grabbed the guns out of some of their hands and broke them. That's when Batman and the others ran out of their hiding spot and attacked. The rest of the Justice League and X-Men arrived and also started fighting off the Anti-Mutant Terrorist. Batman grabbed one of the guys and took out his Bat launcher as the rest were fighting and fired it in the air and took him to a high building. He held the guy screaming by one leg over the edge of the building.

"Who is your leader!?" Batman snarled. "Why are you attacking mutants?"

"You should know mutant." He said. "You and your dangerous ways. You are a threat to mankind, all of you. You all must be destroyed."

"I'm not a mutant." Batman snarled. "I'm just as much human as you. And these are innocent mutants you are attacking now tell me who you work for or you will take a nasty fall."

"You wouldn't dare." He screamed. That's when Batman dropped him and sent him falling Superman then flew up and caught him.

"That's not how you drop a scumbag Batman." He said flying up into the clouds "This is how you drop a scumbag."

"No please! I'll tell you everything." He said.

"Who is your leader?" Superman growled.

"Graydon Creed." He cried "He's hiding in the bar not more than a block away from hears." Then Superman laid him on the ground gently.

"Get Wolverine and let's go take down this bum. I've got a special plan on how to take them down." Superman said. Then Batman ran up to Wolverine while Superman called Manhunter.

"Manhunter I need you to shape shift into a police officer and stop the battle. Me and Batman are going after the boss."

"Will do." Manhunter said.

Batman finally reached Wolverine. "Creed started this attack. You're coming with me to take him down."

"I always did want to shove my claws down that guy's throat." Wolverine said then they ran off.

The rest of the Team was having a hard time fighting off the rest of the Friends of Humanity. Green Lantern had to use his ring to make a wall around them to prevent the gang to get to them. The FOH was firing assault rifles and rocket launchers trying to get to them. Green Lantern was struggling to keep the wall up.

"I can't keep it up much longer. My ring is running out of power." He said.

"Let me take care of this." Storm said.

"No storm you will get killed." Lantern said

"Trust me I've dealt with these guys before." Then storm flew up to the sky and called a wind to blow the Friends of Humanity back as far as possible blowing away most of their weapons.

"Nice Job Storm." Cyclops said. But suddenly Scarlett Witch interrupted.

"Uh I wouldn't be so sure." That's when they noticed them getting up and pulling out more weapons. Both the Justice League and the X-Men braced themselves for an attack when suddenly a police officer arrived.

"Freeze." The officer said.

"So glad you are here officers." One of the members of the Friends of Humanity said. "These mutants has caused a disturbance and started a riot on the streets arrest them."

"Actually I saw the fight and from what I saw you guys opened fire on them first. They had no choice but to fight you trouble makers back. I think that qualifies under self-defense.

"What!" The guy said.

"And if I were you I would flee and never bother these peaceful mutants again because I got ten cars full of backup on their way right now and if I see you causing trouble hear again you will be arrested." With that the Friends of Humanity fled the scene. When they were gone the officer shape shifted back into Martian Manhunter.

"You sure you're not a mutant?" Quicksilver asked Manhunter. "Because that was pretty cool."

"I'm an alien not a mutant but yes that was pretty cool."

Batman, Superman and Wolverine burst into the bar where they saw Creed.

"Freeze Creed." Batman said. Creed turned around and fired a gunshot at Batman hitting his shoulder.

"I don't think so mutant." Creed said Batman grabbed his shoulder and threw a batarang knocking the gun out of Creed's hand. Wolverine lunged at Creed tackling him and extending his claws.

"Give me one good reason why I shouldn't rip out your windpipe." Wolverine growled.

"Get off of him Wolverine, we don't kill people." Superman said.

"I've put up with this bozo for too long now and I'm sick of it." Wolverine said pressing his claws right up to Creeds neck ready to puncture it.

"No! Wolverine." Batman yelled holding his wounded shoulder. "No matter what they do you can't kill them. That will just be proving them right about you guys. You got to be stronger than them; you can't give them a reason to fear you, your stronger then that Wolverine." Wolverine stared at Creed and saw the fear in his eyes and relunctly pulled his claws back and walked back to Batman.

"Your just as bad as Cyclops you know that?" Wolverine said. Then Superman grabbed Creed before he escaped.

"Not so fast Creed, you shot an unarmed person, that's assault with a deadly weapon."

"He's a mutant." Creed said.

"I'm not a mutant. Batman growled. "I'm Batman." Then Creeds eyes lit up in horror knowing that he was in trouble. Next thing he knew he was being thrown into a police car of a very surprised cop.

"Got this guy for assault with a deadly weapon." Batman said.

"Batman what are you doing here?" The cop said.

"Looking for the Joker until this guy decided to interrupt us." Batman said.

"The Joker is here in New York?" The cop said.

"Yes and more dangerous than usual so keep your eyes open." Batman said then he fired his batgrappling hook and went off.

Back at the X-Men's mansion Beast was treating Batman's wound.

"Ok I have managed to stop the bleeding." Beast said wrapping some medical tape around Batman's shoulder. "But I would suggest not going out there on the battle field right away."

"I'll be fine." Batman said putting his Batsuit back on. "As long as the Joker is out there I can't stop looking for him. You don't know him like I do."

Beast just frowned. "You know you're just like Wolverine. Stubborn like a mule and won't listen to anyone even for his own good."

"I'm nothing like Wolverine." Batman replied. "I know were to cross the line between hero and vigilante. I know what is acceptable and what's not. Wolverine would of killed Creed if me and Superman wasn't there to pull him off.

"Wolverine is more stronger then you think Batman." Beast replied. "Wolverine has his faults yes but don't we all. I've done my research on you Batman I know there was sometimes you were close to crossing the line between Hero and Vigilante to."

"But I didn't." Batman said

"And neither did Wolverine. You may of talked to him but you know just as well as I that overall it was up to him to back off. You may not want to admit it Batman. But you and him are alike in a lot of ways."

With that Batman lifted his mask back over his head. "I'm going out to find the Joker and find out what his plan is."

"That shoulder of your is still in bad shape Batman. I would be careful out there."

"I'll be fine." Batman said as he walked off. Beast then saw Wolverine walking down one of the halls.

"Wolverine I need you to follow Batman. Make sure he doesn't get hurt out there."

"You want me to follow that jerk?" Wolverine said. "He thinks I'm a crazy psychopath who can't control himself."

"Well maybe this is the time to show him differently." Beast said.

Wolverine sighed and gave in. "Fine I'll do it but you owe me one. Then he ran off to follow Batman.

Batman was searching every inch, every allay, every suspicious footprint in the city. But every time he thought he had something it kept leading to a dead end.

"Another dead in" He yelled to himself. Suddenly he heard someone following him and he grabbed a baterang at the person and saw a set of claws slice the baterang in half.

"Calm down big boy it's just me." Wolverine said

"Wolverine! Beast sent you here to follow me didn't he?"

"Yeah he thought you would need some help."

"I don't need any help."

"That's not what it sounds like to me." Wolverine said "From what it sounds like your trail keeps running cold."

"And what could you possibly do to help?" Batman said.

"Hey I just don't have Healing powers and these claws you know. I also have a really good sense of smell. If you have something with the Joker's scent on it I can sniff him out for you."

"Well I have this joker card he left me during our first encounter" Batman said pulling the joker card out of his utility belt and handing it to Wolverine. Wolverine sniffed it for a few seconds then said.

"I think I smell him. He's closer than you think." Then Batman followed Wolverine for a mile then they came up to the headquarters for the brotherhood of evil mutants.

"Now why would the Joker be here?" Batman thought.

"There's only one way to find out." Wolverine said as he sliced through the door with his claws. Once they were in they quietly walked down the hall until they saw some stairs.

"The trail continues down here." Wolverine said then they walked down the stairs. They saw a door and it was slightly cracked open. They sneaked behind the wall and peaked in the room slightly to see what was going on. They were surprised with what they saw. They saw a big machine and Lex Luthor working on making cloned copies of something that was in a tube. Suddenly Lex spoke.

"Nearly half a million copies of Cloned Mutant powers. Soon we will be able to spread these powers onto the entire city. Soon all of New York will be mutants." Suddenly Joker and Mystique dragged in a mutant that they had captured. Her skin was white and she had the capability to walk through walls.

"Please." The mutant said. "I'm a peaceful mutant. I'm not a threat to anybody."

"Young lady we aren't going to harm you." Magneto said walking up to her." We are just going to drain your powers temporally to make copies and give them right back." Then they pointed the ray gun at her and drained her powers as Batman and Wolverine looked on in shock. Then they took the tube that her powers was held in and made a hundred copies and handed it to Joker.

"Take these into storage until we are ready to use it. Then Lex put one tube back into the gun and zapped the mutant's powers back into her.

"Lex isn't trying to destroy mutants he is trying to destroy mankind by making everybody mutants?" Batman said. "But why? What does he have to gain from this? This case is getting more weirder by the moment."

"Well why don't you come in and find out for yourself." A voice from behind told them before he hit them both with a pipe hard on the head. Before blacking out Batman looked up to see it was the Joker. And he was laughing hard. "You are about to get a front row seat to our master plan." Then Batman blacked out as the mutant Sabertooth finished knocking out Wolverine then him and Joker dragged Batman and Wolverine away laughing the whole time.


	5. Chapter 5

Batman and Wolverine woke up to see themselves strapped to different tables. Lex and Joker was standing over them.

"It all makes sense now." Wolverine said. "How you got Rogue's powers. Using that gun on her to drain her power and injecting it on Bozo the Clown over there."

"Congratulations Wolverine. It took you long enough to find it out." Joker said walking up to him.

"You'll never get away with this Joker." Batman said.

"I sure will." Joker said "In fact I'm getting away with it as we speak. As of this moment thousands, no Millions of copies of Mutant powers from thousands of different mutants are being cloned and shipped in containers. Soon there will be enough to attack the whole population. In just a few hours we are going to launch an attack on New York turning the entire City into Mutants."

"You monster!" Batman growled.

"And as for you Batman I got a special mutant power for you." Joker said. "Bring it out Mystique." Then Mystique on a stretcher brought out what looked like a replica of Wolverines skeleton, Claws and all.

"You can't be serious!?" Wolverine gasped.

"I so am too serious!" Joker said then he turned to Batman. "You will make a good Wolverine!"

Batman had enough he took a S.O.S button from his utility belt and pressed it Contacting the Justice League. Back at Xavier's School Superman got the signal.

"Batman's in trouble." Superman said.

"Where's the signal coming from?" Jean Grey asked.

"It's coming from a place called the Brotherhood of evil Mutants."

"They must have got them." Cyclops said. Then he called both teams together. "Ok team we got two of our own in Danger. We are going to have to work together to stop them. Let's get in the Jet and move out." Then they all went in the X-Men's Jet and left Professor X to look after Rogue.

Joker took out his ray gun. "No hard feelings Wolverine but we are going to have to take your powers temporarily."

"Go to hell!" Wolverine said. Then Joker drained his powers. Then he handed the tube to Lex and Lex made some copies of it and handed one to Joker

"Now it's your turn Bats." Joker said. Then he shot the gun at Batman giving him Wolverines healing powers as well as his other powers. Then Joker put the original copy of Wolverines Powers back in that tube and gave Wolverine back his power.

"Now then Just a few harmless experiment and you and Wolverine will be twins." Joker laughed. "And do you know the best part of this experiment?" Joker asked Batman.

"What?" Batman growled

"It will be extremely painful." Suddenly the wall burst open and there stood the Justice League and X-Men glaring at Joker

"It's about Damn Time you showed up!" Wolverine said. Scarlett Witch noticed that Magneto was there with Joker.

"Father what are you doing teaming up with this freak? And aren't you supposed to be in prison" She asked

"My parole began today and this is for the best of Mutant kind Wanda. I'm doing this for both you and your brother so you no longer have to be hated." Magneto said

"Well what do we have here?" Joker said. "Daddy's little girl has ran off and joined the circus known as the X-Men. Looks like you need a good sound spanking."

"Don't hurt her Joker, She is my Daughter."

"I can take him father. I've been trained for things like this."

"Stand down Wanda!" Magneto said. But Scarlett witch fired a Hex at Joker but the Joker was prepared and dodged out of the way then flew at Scarlett Witch and tackled her and touched her face putting her in Coma.

"No!" Magneto said. Then he turned to Joker and was about to attack when Joker aimed the gun at him and drained his powers then grabbed Magneto and threw him across the room knocking him unconsiance.

"Dad" Quicksilver yelled

"Justice League and X-Men attack." Superman yelled then both the Justice League and X-Man charged after the Joker but he then released some evil mutants on them. Flash ran past them to unhook Batman and Wolverine from their tables.

"Thanks Flash." Batman said

"Anytime buddy." Flash said.

The battle between the Evil Mutants and the team was fierce. The justice League had not faced foes like this before so the they were having a hard time defeated them. Wonder Women having enough of the Joker decided to take things in her own hands. She flew up to the Joker.

"This ends now Joker" Wonder women said charging at him.

"Yes it does, for you." Joker said punching Wonder Women and sending her flying back. Wonder women back up and went after him again but Joker grabbed her hand and threw across the room and crashed down on top of her.

"Pleasant dreams" He laughed as he touched her skin draining her energy and strength

"Wonder Women" Superman yelled and was about to run toward her but then Sabertooth jumped in front of him.

"I've heard of you Superman. And I've always wanted a chance to rip you apart."

"We'll see about that." Superman said. While they fought hard Martian Man hunter saw Lex trying to run away so he decided to run after him. But what he didn't know was that Joker was following him as Joker snuck up behind him and touched his skin draining him of his strength and memory.

"Here buddy take the rest of the night off." Joker laughed as Manhunter fell. Joker then flew back to the main battle field where he saw the rest of the X-Men and Justice League fighting the mutants.

"Cyclops." Wolverine said running up to him. "Joker has thousands copies of mutant powers and is going to turn the city into mutants. We need to find were they are stashing them.

"I'm on it. Then Cyclops and Jean went to find the stash but suddenly Joker came out from hiding and flew attacked Jean from behind and touched her skin draining her powers and energy and knocking her unconsiance.

"JEAN!" Cyclops yelled. Then he turned his eyes on Joker and shot lasers from his eyes at him as Joker just laughed.

"What's the matter Cyclops? Did I hurt your girl? Here you can join her in her predicament. Then he flew at Cyclops crashed him through a wall and touched him on the chin draining his powers and leaving him like Jean. Then Joker felt his eyes burning and then lasers came shooting out of his eyes. Joker laughed as he knew what was happening he now had Cyclops powers and he was about to wipe out the Justice League. He flew to where the X-Men and Justice League was after grabbing a pair of shades and said.

"Hey peoples I got a little surprise for you." Then he took off the shades and started firing lasers at them. They hide to duck and hide from him as Joker just let the lasers fly.

"Crap, he has Cyclops powers." Angel said

"What are we going to do now?" Jubilee asked. That's when Green Lantern ran from hiding and built and made a wall blocking them from The Joker's blast.

"Go!" Lantern said. "Get out of here."

"But Lantern?" Black Canary asked.

"Go! I don't know how long I can hold up but as long as he has Cyclops powers he won't let up. Now Go!" Then the rest of the X-Men and Justice League started heading toward the ship but Batman and Superman saw Mystique trying to flee the scene so they chased her down a hall, Superman taking a alternate route. Before Mystique knew it Superman ran right in front of her.

"Where do you think you are going?" Superman asked then Batman punched Mystique over the head knocking her unconscious. Back on the ship right before the teams left Jubilee noticed something.

"Wait where's Batman and Superman?"

"We don't have time to wait for them kid we're out of here." Wolverine said as they flew off.

Meanwhile Green Lantern couldn't block the blast any longer as his ring ran out of energy and he was struck head on by the blast sending him crashing through a wall. Green Lantern was too injured to stand up as Joker walked up to him laughing.

"You won't win Joker." Lantern said in pain. "Even if you kill me Justice will always win."

"I beg to differ my friend." Joker said. "This time you have felled." Then Joker touched Lantern on the face knocking him unconscious and then called Lex.

"Get the shipment of Mutant powers ready. We attack the city tonight."

"Yes sure." Lex said then he closed the trailer of a Sami Truck that had the mutant powers stashed and drove off.

Batman and Superman arrived right as the Joker flew off. They saw Lantern unconsiance laying against the wall.

"Hal?" Batman said running up to him. "Grab the others and get us back to the mansion."

"How are we going to carry all of these people back?" Superman asked. Batman went out and saw somebody with a SUV

"Mind if we borrow this?" Batman said

"Where's your Batmobile Batman." The guy asked.

"I don't have time to explain but I need to borrow this."

"Anything for you Batman." The guy said then Batman took the SUV and put the unconsiance members of the X-Man and Justice League and Mystique in it and drove off.

A hour Later Mystique woke up to See Batman Superman and Wolverine standing in front of her pissed off. She found herself in an interrogation room sitting in a chair.

"I am only going to ask this once." Wolverine said extending his claws and getting right in front of her face. "Why did you free that clown out of prison? What did he promise you?"

"Get out of my face and take a Tick Tack." Mystique said.

"You think this is funny?" Batman stormed slamming his hand on the table and getting in her face. "Joker and Lex are going to turn the whole human race into mutants. Why did you free him?

"You think I care about the human race." Mystique said. "They can all kiss my bare blue ass for all I care. Maybe the world would benefit if we are all mutants." Then Superman grabbed Mystique by the neck and held her over his head. "You tell us about the Joker now or else we will see how much we can hurt you and you still live.

"Ok I'll tell you all about Joker and Lex but only because of what he did to Rogue."

"What's your connection to Rogue?" Batman asked.

"She is my adopted daughter. Lex and Joker called me from prison promising me that they could get Rogue away from the X-Man if I freed them from prison and helped them spread the mutant powers. I didn't know he was going to betray me and hurt Rogue.

"Never trust the Joker with anything he is known for betraying people." Batman said

"I can see that now." Mystique said.

"And if Rogue or any of the others die this is all on you because you released him." Superman said.

"All I want is Rogue alive. I don't give a rat's ass if the others die." Mystique said. At that Wolverine lunged at her but Superman held him back.

"And Batman if you happen to take Joker alive. Save a piece for me so I can repay him for what he's done." And with that Batman, Superman and Wolverine walked out of the room, slammed the door and walked away. They walked into the infirmary were they saw Green Lantern and the rest of the ones touched by Joker laying on the beds in Coma.

"How are we going to stop the Joker?" Superman asked

"I don't know." Xavier said. "I have never faced anything like this before." Suddenly Magneto came storming in the room.

"You got a lot of nerve showing up in here." Wolverine said extending his claws.

"How's Wanda?" he asked.

"She's not in good shape" Xavier said.

"I hope your happy father." Quicksilver said. "You are responsible for this."

"I never expected this to happen." Magneto said "I just wanted it so that Mutants could live in peace without the fear of humans. I never expected things to get this crazy."

"Well it has. And if we don't do something more tragedies will happen. I just hope we can stop him before it is too late" Angel said.

Meanwhile at the downtown New York area a semi-truck pulled up and out stepped Lex and Joker as well as members of the Brotherhood of Evil Mutants. Joker flew up to the sky with a megaphone in hand and yelled out to the crowd.

"Attention City of New York. For many years you have treated Mutants badly." Joker yelled getting people's attentions as the Brotherhood of Evil Mutants were pushing them in corners with their ray guns in hand. "Treated them like dirt. Feared and hated them just because they were different. Well now today that will no longer be an issue. Because today, all of you will be mutants putting an end to the Mutant hate forever." Then the mutants then started firing turning people into mutants. People were screaming as they saw their skin turn different colors. Fur covering their skin and wings growing from their back. People were running trying to escape being blasted but to no prevail. Joker just laughed as he saw the chaos going on.

"Nothing can stop me now!" He laughed. "Victory is mine."


	6. Chapter 6

The remaining X-man and Justice League were watching the chaos unfold on the one of the screens in the mansion.

"Thousands of people have been turned into Mutants. And it looks like the threat is not over." The terrified news reporter said. Then suddenly she got blasted by the ray gun and she suddenly grew fur and claws then the screen went blank.

"We failed." Xavier said. "New York is doomed."

"We've not failed yet Xavier. There is still a chance." Batman said

"Hello have you seen the chaos unfolding?" Angel said. "Half the city is mutants and half of our team are in Coma!"

"I've seen how the device operates. If we can get our hands on one of those guns then there is a chance that we can get rid of their mutant powers saving the city."

"And just how do you expect us to do that?" Gambit asked. "We've already tried attacking the Joker head on and looked what happened."

"Which is why you guys won't be attacking the Joker, I am." Batman said

"Come again?" Superman said confused.

"With Joker's powers the way they are it would be too dangerous for all of us to attack him to once."

"Obviously" Wolverine said.

"So you are going to prevent the next shipment from happening. Within a few hours Lex and the evil mutants are going to load another shipment of mutant powers in a semi. You need to meet them their before they leave and stop them and destroy the containers filled with power. That will end Joker's plan of turning the population into mutants."

"But what about you Batman?" Green Arrow asked.

"Joker injected me with Wolverines powers so I have healing powers that will offer me some protection from whatever Joker throws at me. I'll face him alone you guys stop the mutant powers from spreading."

"Batman even with those healing powers it is extremely dangerous to face Joker alone. Even with those powers you can still get killed especially with Rogues powers in the hands of the Joker." Xavier said.

"You guys need to ask yourself something. What's more important? One life or the life of thousands? This is the only way to stop Joker."

"But Batman." Superman started to say.

"Deep down you knows this is the only way Clark."

Superman sighed. "Your right, Just be careful."

"I'll try but if I don't make it Nightwing is to have my spot in the Justice League." Then he walked off to face the Joker one on one.

"He'll be fine." Wolverine said. "Now come on we got a job to do."

"How? We are short numbers." Angel asked.

"I'll handle that. I know some reinforcement we can call." Xavier said. "Now get moving."

"You got it." Jubilee said.

"Not you Jubilee you are to stay here and watch over Rogue." Xavier said.

"But you guys need me?" Jubilee said.

"But we need you here more. You are defending the home base. And if anything goes wrong fight." Xavier said

"I'll try." Jubilee said. Then The Justice League and X-man left to fight.

Joker was in Time Square shooting people with the Ray Gun when Batman threw a Batarang at him from Behind knocking the gun out his hand. Joker turned around and saw Batman.

"Well if it isn't my little friend the Bat." Joker laughed.

"This madness ends now Joker."

"I'm afraid not Batman you're see I have already won New York is now Mutated and The next shipment should be leaving any minute now."

"I trust my friends will stop it from happening."

"Oh please, how can the Justice League and X-geeks possibly stop me now? Now as for you Batman" Joker said picking up a car from the streets. "Do me a favor and die" He then threw the car hitting Batman head on as Joker charged at him laughing.

Back with the brotherhood of evil mutants, Lex and the evil mutants finished loading the truck with mutant powers.

"That's all of them Lex." Sabertooth said.

"Excellent. Now let's get out of here and head for Gotham City."

"I don't think so." Superman said from behind them.

"Superman." Lex said in shock.

"This ends now." Superman said.

"Give it up Superman. You are outnumbered, there is no way you can win it's not like you guys have backup or anything." Lex said

"I wouldn't be so sure." A voice said then out from the sky Iron man came flying down.

"Iron man!" Lex said scared.

"That's not all." Then a plane touched down and out came The Avengers, Captain America, Hulk, Thor Black Widow, and Hawkeye."

"Perfect timing." Wolverine said.

"Xavier said you could use some help." Iron man said.

"Justice League, X-man, and Avengers attack." Superman said they charged the Evil Mutants. Green Arrow and Hawkeye got together and started shooting whatever evil mutants they could get their hands on.

"Nice Bow." Arrow said.

"Thanks yours is nice to" Hawkeye said as they kept on fighting. Captain America threw his shield and it hit multiple mutants in the face knocking them out cold. Hulk just threw a lot of them around like paper.

"Time to even the odds a bit" Thor said as he threw his hammer at some mutants hitting them then charging.

Back with Batman and Joker Batman was struggling with Joker. Batman threw a punch at Joker and he just grabbed his arm and threw Batman several feet.

"Had enough Batman?" Joker laughed.

"Never." Batman said

"Suit yourself." Joker laughed then he grabbed him and flew him in the air threw him into a skyscraper. Then he charged Batman and grabbed him and smashed him threw the floors of the building until Batman landed on the bottom floor. Then Joker jumped off the top floor and landed straight on Batman's chest. Batman had to admit even with Wolverines healing powers Batman was in trouble. He couldn't take much more of this. But he was determined to take Joker down with him. Batman got back up and faced Joker again.

"Oh just give it up already Bats how many more times am I going to have to beat your ass before you give up."

"As long as I am still breathing, I will never stop."

"Well then I guess it is time to put you down for good." Then Joker took off his gloves. "I gave you Wolverines powers and I can take them away too." Then Joker charged Batman but Batman punched him knocking him down temporarily. But Joker got back up and continued fighting.

Back with the others, With the help of the Avengers the Justice League and X-man was starting to get the upper hand. What they didn't notice was that Lex had ran off he morphed into an average citizen to sneak by undetected then when he was out of sight he hijacked a car and as he drove off he said.

"Thanks to those pest my plans have felled. Well I will at least make sure that they pay the penalty for it. I shall go to Xavier's school and kill finish Rogue off. Then he drove to the mansion. When he got their he got out and morphed into Wolverine. Then he walked inside where he saw Jubilee.

"Wolverine what are you doing here I thought you were with the others." That's when he grabbed her by the neck.

"What are you doing?" Jubilee asked.

"I'm not Wolverine." He laughed then he threw her threw a wall knocking her out. He then walked over her and saw Xavier.

"Logan what are you…?" But before he could finish he saw him morph into Deadpool and grab him and throw him out of his chair and against the wall and headed toward the infirmary where Rogue was. Xavier called Storm.

"Storm we got a Shape shifter attacking the Mansion he's headed toward Rogue."

"Lex!" Superman said overhearing the message. Then he turned to Wolverine and Gambit.

"Wolverine Gambit you two are coming with me. Storm you are in charge till I get back."

"Don't worry Superman I will make sure we will win. Now go save Rogue." Then Superman grabbed Wolverine and Gambit and flew as fast as he could to the mansion

Lex reached the infirmary were Rogue was held. He morphed into Wolverine and walked up to her.

"Such a pretty girl." He said "Almost a shame I have to do this but your friends left me no choice." He then extended his claws and cut of the life support just as Superman Wolverine and Gambit walked in.

"Lex!" Superman yelled.

"You're too late Superman. Rouge is dead and there is nothing you can do about."

"We'll see about that." Wolverine yelled and then he extended his claws and attacked Lex. Then they both fought as Wolverine slashing their claws together in an all-out brawl. Gambit ran up to where Rogue was and noticing the life support cut off he started giving her CPR and mouth to mouth resuscitation.

"Don't you die on Gambit now Rogue. Don't you die on me?" He cried as he was giving her CPR. He then gave her mouth to mouth but nothing was working.

Jubilee recovering from when Lex attacked her ran into the infirmary and saw two Wolverines fighting.

"Which one do I shoot?" Jubilee asked.

"Shoot us both it's the only way to stop Lex" One Wolverine said

"Are you nuts I'm the real Wolverine he's the fake shoot him." The other Wolverine said.

"Listen to reason kid you know you got to shoot us both." The first one said.

"And listen to the real Wolverine which is me. Shoot the fake." The other said. Jubilee then blasted the one that said he was the real one and he was sent flying and turned back to Lex.

"I knew you would get the idea kid." Wolverine said then Superman walked up and grabbed Lex.

"Why are you trying to kill Rogue?" he roared

"As punishment for ruining my plan on turning the world into mutants. And I succeeded. Your little friend will be dead in a few minutes and there is nothing you can do about it." Superman then threw him to the ground which caused his ray gun to fall out of his pocket. Superman grabbed it.

"Wolverine. You and the others stand guard and make sure Lex don't escape I'm going to help Batman."

"With pleasure." Wolverine said as he pointed his claws at Lex's neck. Then Superman flied off to help Batman as Xavier came in and saw Gambit trying to revive Rogue.

"I never told you this Rogue but I love you. Please don't die." Gambit cried then Xavier went up and touched her and then he hung his head

"Oh no!" He said as a tear fell from his eyes.

The rest of the team finally beat the evil mutants and destroyed clone copies of mutant powers.

"Well that takes care of that." Flash said smiling. Suddenly Storm got a call from Xavier.

"This is Storm what is it Xavier?" Storm asked. Then when she heard Xavier's message she dropped to the ground and put her head in her hands and started crying.

"What is it Storm?" Angel asked. "What's wrong?"

"It's Rogue, she's gone!"

**One chapter left guys. Thanks to everyone who took time to read this. Is Rogue really dead? Fine out next chapter. **


	7. Chapter 7

Batman was struggling hard against Joker. Joker knocked him down again and hit him with a crowbar as he floated over him laughing.

"Give it up old friend. There is no way you can beat me. With these powers I am unstoppable." Batman got back up and shot his grappling hook at Joker wrapping it around his leg and pulling him down hitting the ground hard. Joker broke free from it and laughed.

"Nice job Bats you caught a second win and took me by surprise. Nice job. But let's see if you can avoid this." Then Joker picked up a city bus and through it hard at Batman. It hit Batman's head on knocking him through a building. He landed on the ground with the bus right on top of him. Batman didn't have any strength to go on. Even with Wolverine's healing powers he couldn't go on. Joker flew above him and laughed.

"And he's down for the count. The winner and the new WWE champion Joker! What's that oh it looks like the crowd wants me to finish you off." Then Joker took off his gloves. "Sorry Bats it's been fun but you know what they say. All good things must eventually come to an end."

But right before Joker touched Batman and drained his energy superman flew up and shot the ray gun at Joker draining Rogue's powers from him. Joker screamed as he saw his powers being drained from him. Joker fell to the ground and Superman knocked him out with one punch then he lifted the bus and helped Batman to his feet.

"Your timing couldn't have been any more perfect." Batman said

"Just trying to help out an old friend" Superman said. Suddenly they got a call from Xavier.

"What is it Xavier?" Batman asked

"Batman I got some terrible news. Rouge is dead."

"What"

"Lex snuck in and cut off the life support we tried to stop him but we failed."

"We'll be right over." Batman said sad. Then he turned to Superman.

"We were too late."

"Ah did the X-man lose their cute little flying chick with the deadly touch" Joker laughed. Batman just kicked him in the face. Then they picked him up and drove to Xavier institute with Rogue's powers in tube. When they arrived they saw that the members that were put in Coma in the battle earlier were now awake and hovered over Rogue's body. Jean was holding onto Cyclops Crying. Storm was sitting in a chair her head buried in her hands Jubilee was holding onto Wolverine Crying her eyes out. Batman walked up to Xavier

"I'm sorry Xavier I was too late."

"It's not your fault Batman you didn't know this would happen." Xavier said. Wolverine then noticed something in Batman's hand.

"What's that you got there?"

"Rogue's powers Superman drained them from Joker when I was fighting Joker." That's when Wolverine had a idea.

"Maybe it's not too late."

"What do you mean?" Superman said

"Trust me on this I have an idea but first I am going to need to drain my power from Batman." He then pointed Lex's ray gun at Batman took Wolverines powers from him and put it back in himself. Then he took the Ray Gun that Batman took from Joker and pointed it at Rogue.

"What are you doing?" Green Lantern asked.

"I am going to give Rogue her powers back. Once she has them she will drain the powers from any mutant she touches. I have healing powers so I will touch her allowing her to heal herself and bring her back.

"Do you think it will work?" Xavier asked

"I have to try." Wolverine said. Then he zapped Rogue and gave her powers back. Then Wolverine touched her face causing him to start losing his energy and power temporarily. He leaned against the wall weak and Cyclops helped him stand up when it was over. Then they all stared at Rogue wondering if the process worked. At first nothing happened and they thought that it didn't work. Then to their surprise they saw Rogue open her eyes.

"Rogue says something are you alright." Gambit asked. Rogue looked around for a few seconds noticing people she didn't recognize then said.

"Who's the guy in the Bat suit?"

"Rogue you alive." Jubilee yelled in excitement as she ran up and hugged Rogue.

"Hey take it easy there kid I just came back to life."

"Oops sorry." She said

"Where's that clown boy. I have a bone to pick with him."

"He's already been took care of." Superman said.

"And who are you guys?"

"As of today they are now honorary members of the X-men." Xavier said.

"Man you get put in Coma for a day and you miss out on a whole lot of stuff." Rogue said

Wolverine walked up to Batman. "You know something Batman. You're not so bad after all."

"You're not too bad there yourself." Batman said.

"You did good today. You were willing to sacrifice you're self for not just your team but all of us as well. I don't know if even I would of done that"

"You would if you had to." Batman said. "You know something. As much as I surprised to admit it you and I are not so different after all. We both are willing to do anything to help our team even if the rest disagree with it. We can both be hard headed at times but by the end of the day we will both do anything to protect the team."

"You know something their Batman your right." Then Wolverine took off his mask. The Names James Logan by the way." Batman then took off his mask

"Bruce Wayne"

"But I think I'm still better looking then ya"

"Oh really now." Bruce Wayne said

"Yeah." Wolverine said then he turned to Rogue. "Hey Rogue who do you think is more better looking?"

"Oh please don't get me involved I just came back from the dead." Rogue said

"I'll get involved." Scarlett Witch said. "I like the Batman."she said with a lustful look on her face.

"Calm down their Twin Sister." Quicksilver said. Both the X-men and the Justice League just laughed at that.

As the Justice League was getting ready to head Back Superman was talking to Xavier

"Are you sure you won't reconsider coming with us. We can relocate you in Metropolis where people would respect your kind more."

"Thanks Superman but it doesn't matter where we go there will always be people who hate and not understand us." Xavier said. "We've handled the hate so far and we can continue to handle it. Cause we are strong like that."

"Take care Xavier." Superman said as he got on the plane to head back to Metropolis. While they were saying their goodbyes Flash was talking to Quicksilver.

"We should race sometime."

"Really now" Quicksilver said.

"Yeah I raced Superman one time I'm pretty sure I could give you a run for your money." Flash said

"We'll see about that." Quicksilver smirked. Suddenly Wonder Women called Flash.

"Hey Flash you staying or you heading back?"

"I'm coming." Flash said then they said their goodbyes and got on the plane and flew off. On the plane Batman got a call from Batgirl.

"Batman you stop the Joker?"

"Barbara good to hear your voice again you two doing ok."

"Me and Dick are fine so is Louis Lane we were only out for a few hours."

"How do you know about Louis" Superman asked.

"Me and Supergirl keep in contact a lot she told me about it."

"Oh." Superman responded.

"You think we are ever going to hear from the X-men again?" Wonder Women asked.

"I don't know Diana but I'm sure someday something will happen that will make us cross paths again someday." Batman said

Back with the X-men Rogue, Gambit and Xavier was studying the Ray Gun left behind.

"You know maybe in the right hands this weapon might do some good. Maybe it might even allow me to have a normal life." Rogue said.

"Maybe a weapon like this could do some good with mutants but right now we will use it to cure the people that Joker turned to mutants. And then maybe when all of that is said and done maybe we can use it to cure your skin contact power so you can have a love life.

"Xavier do you think I can have a love life someday without risk of hurting them."

"We can only try Rogue, that's all we can do."

"And I will be there waiting for you when that day comes." Gambit said. Then they used the Ray gun to cure the people that Joker affected. It took a week but eventually everybody was cured of the evil Joker had done and things went back to normal in New York.

Meanwhile at the jail Lex and Magneto was being locked as well as the Joker. Joker laughed as he was thrown in the cell and swore that when he got out he would go at it again. Suddenly he heard a voice behind him.

"Hello Joker." Joker looked behind him to see Mystique in his cell

"Hello Mystique." Joker grinned nervously. "No hard feelings right."

"No!" Mystique said with a evil grin while holding a crowbar. "None at all" Suddenly Joker took a few steps back as Mystique took the crowbar and started beating Joker getting her payback Joker screamed in pain.

**And that concludes this story. I hope you guys enjoyed it. Please leave a review saying if you liked it or not and where I have room for improvement. I can take constructive criticism as long as it is not hateful. Till next time This is Jpbake over and out.**


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